9.3 \*\*Liquidated Damages.\*\* Without limiting the generality of the
provisions of Section 9.2: (a) Upon the occurrence of an Event of Default,
Lessor may, among other things, demand and recover from Lessee as liquidated
damages (the “ \*\*Liquidated Damages\*\* ”) an amount calculated as the Casualty
Value of the Aircraft (determined as of the next Basic Rent Date after the
date of the occurrence of the subject Event of Default), together with all
other Rent due hereunder as of such determination date, less a credit for any
disposition proceeds, if applicable, pursuant to the application provisions of
clause (b); except that, upon the commencement of any voluntary case under the
federal bankruptcy code concerning Lessee, or other voluntary act involving
Lessee of the type described in Section 9.2(e), Lessor’s right to demand and
recover the liquidated damages payable pursuant to this Section 9.3 shall be
automatically exercised, without any requirement of notice to Lessee or of any
other act or declaration by Lessor, and the liquidated damages described
therein shall be immediately due and payable. (b) If Lessor demands the
liquidated damages pursuant to clause (a), and recovers and sells the
Aircraft, any proceeds of such disposition by Lessor, to the extent received
by Lessor in good and indefeasible funds, shall be applied by Lessor, (i)
first, to pay all costs, charges and expenses, payable pursuant to Section
9.4, (ii) next, to pay to Lessor an amount equal to any unpaid Rent due and
payable to Lessor, together with the liquidated damage amounts specified
above, to the extent not previously paid, (iii) next, to pay to Lessor any